Weil, Gotshal & Manges Roundtables

The Weil, Gotshal & Manges Roundtables are one-day events that seek to foster a dialogue on the important business law issues of the day through presentations of scholarly papers and panel discussions. Leading corporate lawyers, members of the business and investment communities, public officials and scholars participate in the roundtables.

March 3, 2017 | Reading Materials

Blockchain:  The Future of Finance and Capital Markets?

Panel Discussion I:  ”Increasing Payment Efficiency​,” with panelists Jessie Cheng, Deputy General Counsel, Ripple; Rob Hunter, Executive Managing Director and Deputy General Counsel, The Clearing House; Jonathan Macey ‘82, YLS Sam Harris Professor of Corporate Law, Corporate Finance, and Securities Law; Joseph Torregrossa, Counsel and Assistant Vice President, the Federal Reserve Bank of New York; and moderator Nancy Liao ’05, John R. Raben/Sullivan & Cromwell Executive Director, YLS Center for the Study of Corporate Law and YLS Associate Research Scholar in Law

Panel Discussion II:  ”Post-Trade Clearing and Settlement,” with panelists Chris Church​, Chief Business Development Officer, Digital Asset Holdings; Maureen O’Hara, Robert W. Purcell Professor of Finance at the Johnson Graduate School of Management, Cornell University; Rebecca Simmons​, Partner, Sullivan & Cromwell LLP; Mark Wetjen, Head of Global Public Policy, The Depository Trust & Clearing Corporation; and moderator Roberta Romano ’80, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law

Keynote address by Jerome Powell, Board of Governors of the Federal Reserve System 

Panel Discussion III:  ”Smart Contracts,” with panelists Ian Ayres ‘86, YLS William K. Townsend Professor of Law; Charley Cooper​, Managing Director, R3; Nina Kilbride, Head of Legal Engineering, Monax Industries, Ltd.; Scott O’Malia, Chief Executive Officer, International Swaps and Derivatives Association; and moderator Alexander Dyck, Professor in Corporate Governance and Professor of Finance and Business Economics, the University of Toronto Rotman School of Management, Academic Director of the Director’s Education Program, and YLS Visiting Senior Research Scholar

Panel Discussion IV:  ”The Central Bank Perspective,” with panelists William Goetzmann, Edwin J. Beinecke Professor of Finance and Management Studies, Yale School of Management and Director, the International Center for Finance; Andrew Hauser, Executive Director, Banking, Payments and Financial Resilience, the Bank of England; Ross Leckow, Deputy General Counsel, the International Monetary Fund; Carolyn Wilkins, Senior Deputy Governor, the Bank of Canada; and moderator Gregory Fleming ‘88, YLS Senior Research Scholar in Law, Distinguished Visiting Fellow, YLS Center for the Study of Corporate Law, and YLS Visiting Lecturer in Law

Paper Presentation: “Opportunistic Proposals by Union Shareholders,” by John Matsusaka, Charles F. Sexton Chair in American Enterprise and Professor of Finance and Business Economics, University of Southern California Marshall School of Business and Professor of Business and Law, University of Southern California Gould School of Law; with discussants Kenneth Dau-Schmidt, Willard and Margaret Carr Professor of Labor and Employment Law, Indiana University at Bloomington School of Law; Randall Thomas, John S. Beasley II Professor of Law and Business, Vanderbilt Law School; and moderator, Roberta Romano ‘80, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law

Paper Presentation: “Affiliated Corporate Donations and Director Independence” by Jun Yang, Associate Professor of Finance, Indiana University Kelley School of Business, with discussants Rick Antle, William S. Beinecke Professor of Accounting, Yale School of Management; Eric Helland, William F. Podlich Professor of Economics and George R. Roberts Fellow, Clarement McKenna College; and moderator, Alan Schwartz ‘64, YLS Sterling Professor of Law

Panel Discussion: “Forum Choice in SEC Cases,” with panelists Rachel Barkow, Segal Family Professor of Regulatory Law and Policy, New York University School of Law; Andrew Ceresney ‘96, Director, U.S. Securities & Exchange Commission Division of Enforcement; Cary Coglianese, Edward B. Shils Professor of Law, University of Pennsylvania Law School and Professor of Political Science, University of Pennsylvania College of Arts and Sciences; David Zornow ‘80, Partner and Global Head of the Litigation/Controversy Practices, Skadden, Arps, Slate, Meagher & Flom LLP and YLS Visiting Lecturer in Law; and moderator, Kate Stith, YLS Lafayette S. Foster Professor


Paper Presentation: “Corporate Control and Credible Commitment,” by Alan Schwartz ’64, YLS Sterling Professor of Law; with discussants Albert Choi ’01, Professor of Law, University of Virginia School of Law; Alexander Dyck, ICPM Professor of Pension Management and Professor of Finance and Business Economics, University of Toronto Rotman School of Management; and moderator, Henry Hansmann ’74, YLS Oscar M. Ruebhausen Professor of Law

Paper Presentation: “Corporate Inversions and the Unbundling of Regulatory Competition,” by Eric Talley, Rosalinde and Arthur Gilbert Foundation Professor of Law and Director, Berkeley Center for Law, Business and the Economy, University of California Berkeley Law School; with discussants Edward B. Rock, Saul A. Fox Distinguished Professor of Business Law, University of Pennsylvania Law School; Mihir A. Desai, Mizuho Financial Group Professor of Finance, Harvard Business School; and moderator Yair Listokin ’05, YLS Shibley Family Fund Professor of Law

Panel Discussion: ”Where Capital Markets Are Heading in the 21st Century,” with panelists Robert W. Cook, Partner, Cleary Gottlieb Steen & Hamilton LLP and former Director, U.S. Securities and Exchange Commission, Division of Trading and Markets; Charles M. Jones, Robert W. Lear Professor of Finance and Economics, Columbia Business School; Matt Levine ’04, Columnist, Bloomberg View; Edward Nicoll ’97, Former Chief Executive Officer, Instinet Group, Inc. and Datek Online Holdings Corp.; and moderator Roberta Romano ’80, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law


March 7, 2014 | Photos

Paper Presentation: ”CEO Connectedness and Corporate Frauds” ​by Vikramaditya Khanna, William W. Cook Professor of Law, University of Michigan Law School; with discussants Cindy Alexander, Economist, U.S. Securities and Exchange Commission, Division of Economic and Risk Analysis; Jennifer H. Arlen, Norma Z. Paige Professor of Law, New York University School of Law; and moderator Tom R. Tyler, YLS Macklin Fleming Professor of Law and Professor of Psychology

Paper Presentation:  “The Value of Corporate Culture,” by Luigi Zingales, Robert C. McCormack Professor of Entrepreneurship and Finance, University of Chicago Booth School of Business; with discussants Alan Schwartz ’64, YLS Sterling Professor of Law; David L. Yermack, Albert Fingerhut Professor of Finance and Business Transformation, New York University Stern School of Business; and moderator Henry B. Hansmann ’74, YLS Oscar M. Ruebhausen Professor of Law

Panel Discussion:  “Financial Institutions’ Civil and Criminal Liability and Government Settlements,” with panelists Andrew J. Ceresney ’96, Director, U.S. Securities and Exchange Commission, Division of Enforcement; Stephen M. Cutler ’85, Executive Vice President and General Counsel, JPMorgan Chase & Co.; Andrew J. Levander, Chair and Partner, White Collar and Securities Litigation Group, Dechert LLP; Richard B. Zabel, Deputy U.S. Attorney for the Southern District of New York; and moderator Roberta Romano ’80, YLS Sterling Professor of Law and Director, Center for the Study of Corporate Law


March 1, 2013 | Photos

Paper Presentation: “The Institutional Evolution of the Investor-State Arbitration Regime: Judicialization and Governance,” by Alec Stone Sweet, YLS Leitner Professor of International Law, Politics and International Studies; with discussants Florian Grisel LLM ‘10, Associate, Dechert LLP, Paris; Andrew T. Guzman, Professor of Law and Associate Dean, International and Graduate Programs, Berkeley Law School, University of California; and Anthea Roberts, Senior Lecturer in Law, London School of Economics

Paper Presentation: “Commercial Arbitration Agreements Among Sophisticated Parties: An Empirical View,” by Sarath Sanga ‘14, Yale Law School, and Richard Brooks, YLS Leighton Homer Surbeck Professor of Law; with discussants Erin O’Hara O’Connor, Milton R. Underwood Professor of Law and Director of Graduate Studies, Law and Economics PhD Program, Vanderbilt University; Jennifer Tobin, Assistant Professor, Georgetown University Public Policy Institute; and Anne Marie Whitesell, Of Counsel, Dechert LLP

Paper Presentation: “The Potential Value of ‘Menu’ and ‘More Reasonable Offer’ Arbitration,” by Ian Ayres ‘86, YLS William K. Townsend Professor of Law; with discussants James F. Ring, CEO, Fair Outcomes, Inc.; Andrew Verstein ‘09, John R. Raben/Sullivan & Cromwell Executive Director, YLS Center for the Study of Corporate Law; Abraham Wickelgren, Bernard J. Ward Centennial Professor in Law, University of Texas at Austin School of Law; and Florence Rogatz, YLS Visiting Professor of Law

Paper Presentation: “Four Means of Assurance for Trade: Self-Governance, Reputation Entrepreneurs, Courts and Arbitrators,” by Bruno Deffains, Professor of Economics, University Paris 2 Panthéon Assas and Richard Brooks, YLS Leighton Homer Surbeck Professor of Law; with discussants Avinash K. Dixit, John J. F. Sherrerd ‘52 University Professor of Economics, Emeritus, Princeton University; Henry B. Hansmann ‘74, YLS Oscar M. Ruebhausen Professor of Law; and Susan Rose-Ackerman, YLS Henry R. Luce Professor of Jurisprudence

Panel Discussion: “Reports on the Restatement, Third, of International Commercial Arbitration,” with panelists George A. Bermann, Jean Monnet Professor of EU Law and Walter Gellhorn Professor of Law, Columbia University School of Law; Alan S. Rau, Mark G. and Judy G. Yudof Chair in Law, University of Texas at Austin School of Law; and Catherine Rogers, Paul and Marjorie Price Faculty Scholar, Professor of Law, Penn State School of Law


March 23, 2012 | Photos

Paper Presentation: “Collective Action Clauses for the Eurozone: An Empirical Analysis​” by Michael H. Bradley, F.M. Kirby Emeritus Professor of Investment Banking and Law, Duke University Fuqua School of Business and Law School and Mitu Gulati, Professor, Duke University Law School; with discussants William N. Goetzmann, Edwin J. Beinecke Professor of Finance and Management Studies and Director of the International Center for Finance, Yale School of Management; Alan Schwartz ‘64, YLS Sterling Professor of Law; and moderator Ian Ayres ‘86, YLS William K. Townsend Professor of Law

Paper Presentation: “The Separation of Investments and Management,” by John D. Morley ‘06, Associate Professor of Law, University of Virginia Law School; with discussants Andrew Metrick, Deputy Dean for Faculty Development & Michael H. Jordan Professor of Finance and Management, Yale School of Management; Eric D. Roiter, Lecturer in Law, Boston University School of Law and former Senior Vice President and General Counsel of Fidelity Management & Research Company; and moderator Rick Antle, William S. Beinecke Professor of Accounting, Yale School of Management

Panel Discussion: “The Gap in State and Municipality Obligations and Revenues and What To Do About It, with panelists Richard B. Levin ‘75, Partner, Cravath, Swaine & Moore LLP; Gina M. Raimondo ‘98, General Treasurer, State of Rhode Island; Joshua D. Rauh, Associate Professor of Finance, Northwestern University Kellogg School of Management; Richard Ravitch ‘58, former Lieutenant Governor of New York; and moderator Roberta Romano ‘80, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law


April 1, 2011 | Transcript | Photos

Panel Discussion I: “Assessing Dodd-Frank: Overview,” with panelists Viral V. Acharya, Professor of Finance, New York University Stern School of Business; John Geanakoplos, James Tobin Professor of Economics, Yale University; Gary B. Gorton, Frederick Frank Class of 1954 Professor of Management and Finance, Yale School of Management; Lawrence S. Makow, Partner, Wachtell, Lipton, Rosen & Katz; and moderator Roberta Romano ‘80, YLS Oscar M. Ruebhausen Professor of Law and Director, YLS Center for the Study of Corporate Law

Panel Discussion II: “Too Big to Fail” and the New Resolution Authority,” with panelists Thomas C. Baxter, Jr., General Counsel and Executive Vice President, Legal Group, Federal Reserve Bank of New York; Jeffrey N. Gordon, Alfred W. Bressler Professor of Law, Columbia University School of Law; Randall D. Guynn, Partner and Head of the Financial Institutions Group, Davis Polk & Wardwell; Andrew Metrick, Deputy Dean for Faculty Development, Theodore Nierenberg Professor of Corporate Governance, Professor of Finance and Faculty Director of the Millstein Center for Corporate Governance, Yale School of Management; and moderator Alan Schwartz ‘64, YLS Sterling Professor of Law

Panel Discussion III: “Housing and Mortgage Market Reform,” with panelists Christopher J. Mayer, Senior Vice Dean and Paul Milstein Professor of Real Estate, Finance & Economics Division, Columbia Business School; Robert J. Shiller, Arthur M. Okun Professor of Economics, Yale University; Susan M. Wachter, Richard B. Worley Professor of Financial Management and Professor of Real Estate and Finance, University of Pennsylvania Wharton School; Peter J. Wallison, Arthur F. Burns Fellow in Financial Policy Studies, American Enterprise Institute and Member, Financial Crisis Inquiry Commission; and moderator Robert C. Ellickson, LL.B ‘66, YLS Walter E. Meyer Professor of Property and Urban Law

Panel Discussion IV: “Assessment,” with panelists Michael S. Barr ‘92, Professor of Law, University of Michigan Law School and former U.S. Department of Treasury Assistant Secretary for Financial Institutions; H. Rodgin Cohen, Senior Chairman, Sullivan & Cromwell LLP; Eugene A. Ludwig ‘73, Founder and Chief Executive Officer, Promontory Financial Group, LLC and former Comptroller of the Currency; Jonathan R. Macey ‘82, YLS Sam Harris Professor of Corporate Law, Corporate Finance, and Securities Law; and moderator Shyam Sunder, James L. Frank Professor of Accounting, Economics, and Finance, Yale School of Management


March 26, 2010 | Photos

Panel Discussion I: “Corporate Criminal Liability: Factual Scenarios,” with panelists Samuel Buell, Associate Professor, Washington University School of Law and Visiting Professor, Duke University School of Law; Edward Diskant ‘08, Law Clerk to Hon. Sidney H. Stein, SDNY; Karen F. Green, Partner, WilmerHale LLP; William J. Nardini ‘94, Chief of Appeals, U.S. Attorney’s Office (USAO), District of Connecticut; and moderator Kate Stith, YLS Lafayette S. Foster Professor of Law

Panel Discussion II: “Rationales for Corporate Criminal Liability,” with panelists Vikramaditya S. Khanna, Professor, University of Michigan Law School; Denis J. McInerney, Chief of the Fraud Section, Criminal Division, U.S. Department of Justice; Julie Rose O’Sullivan, Professor, Georgetown University Law Center; Samuel W. Seymour, Partner, Sullivan & Cromwell LLP; and moderator Hon. Gerard E. Lynch, U.S. Court of Appeals for the Second Circuit 

Panel Discussion III: “Corporate Criminal Liability from Inside the Board Room,” with Jennifer Arlen, Norma Z. Paige Professor of Law, New York University School of Law; Ben W. HeinemanJr. ‘71, former General Counsel, General Electric; Larry B. Thompson, Senior Vice President and General Counsel, PepsiCo, Inc.; and moderator Roberta Romano ‘80, YLS Oscar M. Ruebhausen Professor of Law and Director, YLS Center for the Study of Corporate Law

Panel Discussion IV: “Alternatives to the Status Quo and How to Achieve Them,” with panelists Mary Jo White, Former United States Attorney for the Southern District of New York and Partner, Debevoise & Plimpton LLP; all panelists from panel discussions I, II, and III above; and moderator Kate Stith, YLS Lafayette S. Foster Professor of Law


February 13, 2009 | Transcript | Photos

Panel Discussion I: “Crisis Origins and Historical Comparisons,” with panelists Charles Calomiris, Henry Kaufman Professor of Financial Institutions, Columbia Business School; John Geanakoplos, James Tobin Professor of Economics, Yale University; Anil Kashyap, Edward Eagle Brown Professor of Economics and Finance, University of Chicago Booth School of Business; Andrew Metrick, Professor of Finance, Yale School of Management; Frank Partnoy ‘92, George E. Barrett Professor of Law and Finance, University of San Diego School of Law; and moderator Roberta Romano ‘80, YLS Oscar M. Ruebhausen Professor of Law and Director, YLS Center for the Study of Corporate Law

Panel Discussion II: “Causes of the Crisis: Conflicts, Compensation and Reputation,” with panelists Sanjai Bhagat, Professor of Finance, Leeds School of Business, University of Colorado at Boulder; Edward J. Kane, James F. Cleary Professor in Finance, Boston College; Jonathan R. Macey ‘82, YLS Deputy Dean and Sam Harris Professor of Corporate Law, Corporate Finance, and Securities Law; Steven L. Schwarcz, Stanley A. Star Professor of Law & Business, Duke University School of Law; and moderator Richard Brooks, YLS Professor of Law

Panel Discussion III: “Reforming Financial Institution Regulation,” with panelists Lucian A. Bebchuk, William J. Friedman and Alicia Townsend Friedman Professor of Law, Economics, and Finance, Harvard Law School; John C. Coates, John F. Cogan, Jr. Professor of Law and Economics, Harvard Law School; Richard J. Herring, Jacob Safra Professor of International Banking, Professor of Finance and Co-Director, Wharton Financial Institutions; Geoffrey P. Miller, Stuyvesant P. Comfort Professor of Law and Director, Center for the Study of Central Banks and Financial Institutions, New York University Law School; and moderator Melanie L. Fein, Esq. 

Panel Discussion IV: “Reforming Subprime Mortgages,” with panelists William N. Goetzmann, Edwin J. Beinecke Professor of Finance and Management Studies and Director of the International Center for Finance, Yale School of Management; Susan P. Koniak ‘78, Richard L. Godfrey Faculty Research Scholar & Professor of Law, Boston University School of Law; Christopher Mayer, Senior Vice Dean and Paul Milstein Professor of Real Estate, Columbia Business School; Susan M. Wachter, Richard B. Worley Professor of Financial Management and Professor of Real Estate, Finance and City and Regional Planning, University of Pennsylvania Wharton School; and moderator Ian Ayres ‘86, YLS William K. Townsend Professor of Law


April 18, 2008 | Photos

Paper Presentation: “Inside the Black Box: The Role and Composition of Compensation Peer Groups” by Jun Yang, Assistant Professor of Finance, Kelley School of Business, Indiana University and Michael Faulkender, Visiting Assistant Professor of Finance, Kellogg School of Management, Northwestern University; with discussant Martijn Cremers, Associate Professor of Finance, Yale School of Management; and moderator Robert Todd Lang ‘47, Partner, Weil Gotshal & Manges, LLP

Paper Presentation: “The Economic Consequences of Legal Origins” and “The Divergence of Legal Procedures,” by Andrei Shleifer, Professor of Economics, Harvard University; with discussants Henry Hansmann ‘74, YLS Augustus E. Lines Professor of Law; Paul Mahoney ‘84, David and Mary Harrison Distinguished Professor of Law, University of Virginia School of Law; and moderator Yair Listokin ‘05, YLS Associate Professor of Law

Panel Discussion: “Impact of the Credit Crunch on Corporate Transactions and Finance,” with panelists Joel Beckman ‘79, Managing Partner, Greenbriar Equity Group LLC; Hon. William B. Chandler III LLM ‘79, Chancellor of the Delaware Court of Chancery; Andrew Metrick, Professor of Finance, Yale School of Management; Eric Robinson ‘83, Partner, Wachtell, Lipton, Rosen & Katz; and moderator Roberta Romano ‘80, YLS Oscar M. Ruebhausen Professor of Law and Director, YLS Center for the Study of Corporate Law


May 4, 2007 | Photos

Paper Presentation: “Transparency and Corporate Governance,” by Benjamin E. Hermalin, Thomas & Alison Schneider Distinguished Professor of Finance, University of California Haas School of Business; with discussants Sanjai Bhagat, Professor of Finance, Leeds School of Business, University of Colorado at Boulder; Alan Schwartz ‘64, YLS Sterling Professor of Law; and moderator Yair Listokin ‘05, YLS Associate Professor of Law

Paper Presentation: “Tradeoffs in Corporate Governance: Evidence from Board Structure and Charter Provisions,” by Laura Starks, Charles E. & Sara M. Seay Regents’ Chair in Business Administration, McCombs School of Business, University of Texas at Austin; with discussants Laurence Hazell, Director of Governance Services, Standard and Poor’s; Andrew Metrick, Associate Professor of Finance, University of Pennsylvania Wharton School of Business; and moderator Vic Khanna, Louis and Myrtle Moskowitz Research Professor of Business and Law, University of Michigan Law School

Panel Discussion: “Executive Compensation,” with panelists Paul Hodgson, Senior Research Associate on Executive and Board Compensation, The Corporate Library; Pearl Meyer, Steven Hall & Partners, Consultant on Executive Compensation; Kevin J. Murphy, Kenneth L. Trefftzs Chair in Finance and Executive Vice Dean, University of Southern California Marshall School of Business; John W. White, Director, U.S. Securities and Exchange Commission, Division of Corporation Finance; Gerson Zweifach ‘79, Partner, Williams & Connelly LLP; and moderator Roberta Romano ‘80, YLS Oscar M. Ruebhausen Professor of Law and Director, YLS Center for the Study of Corporate Law


April 7, 2006 | Photos

Paper Presentation: “The Market Penalty for Mutual Fund Scandals,” by Stephen Choi, William T. Comfort, III Professor of Law, New York University School of Law; with discussants Eric D. Roiter, Senior Vice President and General Counsel, Fidelity Management & Research; Erik Sirri, Walter H. Carpenter Professor of Finance, Babson College; and moderator Jonathan Macey ‘82, YLS Sam Harris Professor of Corporate Law, Corporate Finance and Securities Law

Paper Presentation: “Vote Trading and Information Aggregation,” by Susan Kerr Christoffersen, Canadian Securities Institute Research Foundation Term Professor, McGill University Faculty of Management; with discussant Bernard Black, Hayden W. Head Regents Chair for Faculty Excellence and Professor of Law, University of Texas Law School and Professor of Finance, McCombs School of Business, University of Texas at Austin; and moderator Henry Hansmann ‘74, YLS Augustus E. Lines Professor of Law

Panel Discussion: “Impact of Private Equity and Hedge Fund Managers on Corporate Governance,” with panelists Stephen Fraidin ‘64, Partner, Kirkland & Ellis; William N. Goetzmann, Edwin J. Beinecke Professor of Finance and Management Studies & Director of the International Center for Finance, Yale School of Management; Seth Hendon ‘91, Tinicum Incorporated; Meridee Moore ‘83, Watershed Asset Management, LLC; the Hon. Leo E. Strine, Jr., Vice Chancellor, Delaware Chancery Court; and moderator Roberta Romano ‘80, YLS Oscar M. Ruebhausen Professor of Law and Director, YLS Center for the Study of Corporate Law


April 22, 2005 | Photos

Paper Presentation: “Down and Out in the Stock Market: The Law and Economics of the Delisting Process,” by Jonathan Macey ‘82, YLS Sam Harris Professor of Corporate Law, Securities Law and Corporate Finance and Maureen O’Hara, Robert W. Purcell Professor of Finance, Cornell University Johnson Graduate School of Management and Professor of Economics, Cornell University; with discussant Paul Mahoney ’84, Brokaw Professor of Corporate Law and Albert C. BeVier Research Professor, University of Virginia School of Law

Paper Presentation: “Things I Don’t Know About Finance,” by Stephen A. Ross, Franco Modigliani Professor of Financial Economics, MIT Sloan School of Management; with discussant Owen Lamont, Professor of Finance, Yale School of Management

Panel Discussion: “Securities Law Today: The Emerging Roles of the Exchanges, the SEC, and the States,” with panelists Richard Bernard, General Counsel, New York Stock Exchange; Howard Meyerson, General Counsel, Liquidnet, Inc.; Annette L. Nazareth, Director, U. S. Securities & Exchange Commission, Division of Market Regulation; Hon. Myron T. Steele, Chief Justice of the Delaware Supreme Court; and moderator Alan Schwartz ’64, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law


May 9, 2003 | Photos

Paper Presentation: “Executive Compensation and Short-termist Behavior in Speculative Markets,” by Patrick Bolton, John H. Scully ’66 Professor of Finance, Princeton University; with discussant Benjamin Polak, Professor, Yale School of Management and Yale University Economics Department

Paper Presentation: “Understanding MACs and MAEs,” by Alan Schwartz ’64, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law, with comment by Richard Brooks, Assistant Professor of Law, Northwestern University School of Law

Panel Discussion: “Recent Legally Induced Changes in Corporate Governance: Necessity and Effectiveness,” with panelists Jeffrey E. Garten, Dean and Professor in the Practice of International Trade and Finance, Yale School of Management; Jeffrey Gordon, Alfred W. Bressler Professor of Law, Columbia University School of Law; Hon. Stanley Sporkin ’57, retired judge and Partner, Weil, Gotshal & Manges LLP; Raymond Troubh ‘52, Esq., Financial Consultant, Chairman of Enron Corp.; Hon. E. Norman Veasey, Chief Justice of the Delaware Supreme Court; and moderator Alan Schwartz ’64, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law


May 3, 2002 | Photos

Paper Presentation: “Investor Protection and Corporate Governance Around the World,” by Florencio Lopez-de-Silanes, Professor of Finance and Economics, Yale School of Management; with discussant Arturo Bris, Robert B. & Candice J. Haas Associate Professor of Corporate Finance, Yale School of Management; and moderator Harold Hongju Koh, YLS Gerard C. and Bernice Latrobe Smith Professor of International Law

Paper Presentation: “Legal Entities, Asset Partitioning, and the Evolution of Organizations” by Henry Hansmann ’74, YLS Sam Harris Professor of Corporate Law, Corporate Finance, and Securities Law; with discussant Barry E. Adler, Professor of Law, New York University School of Law; and moderator Henry Smith ‘96, YLS Visiting Professor of Law

Panel Discussion: “The Relation of Corporate Governance to Economic Development,” with panelists Amy Chua, Professor of Law, Yale Law School; John C. Coffee, Jr. ’69, Adolf A. Berle Professor of Law, Columbia University School of Law; Peter D. Ehrenhaft, Esq., Partner, Miller & Chevalier Chartered, Washington, D.C.; Steven Kargman ’86, Esq., Export-Import Bank of the United States; Pablo Spiller, Federal Trade Commission, Bureau of Economics; and moderator Alan Schwartz ’64, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law


April 19, 2001 | Photos

Paper Presentation: “Stock Options for Undiversified Executives,” by Brian Hall, Associate Professor of Business Administration, Harvard Business School; with discussants Jonathan Macey ’82, J. DuPratt White Professor of Law, Cornell University School of Law; Sendhil Mullainathan, Mark Hyman Jr. Career Development Assistant Professor, MIT Dept. of Economics

Paper Presentation: “Substitutes for Insider Trading,” by Ian Ayres ’86, YLS William K. Townsend Professor; with discussants Arturo Bris, Robert B. & Candice J. Haas Associate Professor of Corporate Finance, Yale School of Management; and Karl Groskaufmanis, Partner, Fried, Frank, Harris, Shriver & Jacobson; and moderator Henry Hansmann ’74, YLS Sam Harris Professor of Corporate Law, Corporate Finance, and Securities Law

Panel Discussion: “The Changing Role of Directors,” with panelists Curtis H. Barnette ’62, Chairman Emeritus, Bethlehem Steel Corporation; Benjamin E. Hermalin, Professor of Business, University of California Berkeley, Haas School of Business; Bengt Holmstrom, Paul A. Samuelson Professor of Economics, MIT Dept. of Economics; William F. Pounds, Dean Emeritus, MIT Sloan School of Management; and moderator Alan Schwartz ’64, YLS Sterling Professor of Law and Director, YLS Center for the Study of Corporate Law


November 17, 2000 | Photos

Paper Presentation: “Less is More: Making Institutional Investor Activism a Valuable Mechanism of Corporate Governance,” by Roberta Romano ‘80, YLS Allen Duffy/Class of 1980 Professor of Law and Director, YLS Center for the Study of Corporate Law; with discussants Jonathan Macey ’82, J. DuPratt White Professor of Law, Cornell University School of Law; and Robert Pozen ‘72, Vice Chairman, Fidelity Investments; and moderator Stephen Choi, Roger J. Traynor Professor of Law, University of California School of Law at Berkeley

Paper Presentation: “Explaining Variation in Takeover Defenses: Failure in the Corporate Law Market,” by John Coates, Assistant Professor, Harvard Law School; with discussants David Berger, Partner, Wilson, Sonsini, Goodrich & Rosati; Robert Daines ‘92, Associate Professor, New York University School of Law; and Martin Korman ‘89, Partner, Wilson, Sonsini, Goodrich & Rosati; and moderator Ian Ayres ’86, YLS William K. Townsend Professor

Panel Discussion: “Corporate Governance and the Demutualization of Securities Exchanges,” with panelists Belinda Blaine, Associate Director, the U.S. Securities and Exchange Commission, Division of Market Regulation; T. Grant Callery, Senior Vice President and General Counsel of the National Association of Securities Dealers; Robert Todd Lang ’47, Partner, Weil, Gotshal & Manges LLP; Paul Mahoney ’84, Brokaw Professor of Corporate Law and Albert C. BeVier Research Professor, University of Virginia School of Law; Edward Nicoll ‘97, Chairman and CEO of Datek Online Holdings Corp.; S. Craig Pirrong, Assistant Professor of Finance, Washington University Olin School of Business; Harvey Pitt, Partner, Fried, Frank, Harris, Shriver & Jacobson; and moderator Henry Hansmann ’74, YLS Sam Harris Professor of Corporate Law, Corporate Finance, and Securities Law


May 5, 2000 | Photos

Paper Presentation: “Sales and Elections as Methods for Transferring Corporate Control,” by Ronald J. Gilson ’71, Charles J. Meyers Professor of Law and Business, Stanford University and Marc and Eva Stern Professor of Law and Business, Columbia University and Alan Schwartz ’64, YLS Sterling Professor of Law; with discussant Jeffrey Gordon, Alfred W. Bressler Professor of Law, Columbia University School of Law; and moderator Hon. Ralph K. WinterU.S. Court of Appeals for the Second Circuit, YLS William K. Townsend Professor of Law Emeritus and YLS Adjunct Professor of Law

Paper Presentation: “Do IPO Charters Maximize Firm Value? Antitakeover Protection in IPOs,” by Robert Daines ’92, Associate Professor, New York University School of Law and Michael Klausner ’81, Nancy and Charles Munger Professor of Business and Professor of Law, Stanford Law School; with discussant John Coates, Assistant Professor, Harvard Law School; and moderator Henry Hansmann ’74, YLS Sam Harris Professor of Corporate Law, Corporate Finance, and Securities Law

Panel Discussion: “Corporate Audit Committees,” with panelists William T. Allen, Professor of Law,  New York University Law School and founding chair, Independence Standards Board; Rick Antle, Professor of Accounting and Associate Dean, Yale School of Management; David M. Becker, General Counsel, the U.S. Securities and Exchange Commission; Stephen Fraidin ‘64, Partner, Fried, Frank, Harris, Shriver & Jacobson; and Ellen Oran Kaden, Senior Vice President - Law and Government Affairs, Campbell Soup Company; and moderator Roberta Romano ’80, YLS Allen Duffy/Class of 1980 Professor of Law and Director, YLS Center for the Study of Corporate Law